Bandwidth Inc. (BAND) Business

Item 1. Business

Overview

A global communications transformation is underway, and we believe Bandwidth is at the center. Our mission is to develop and deliver the power to communicate. We enable innovative organizations—from startup app developers to the world’s largest enterprises—to engage their end-users and deliver exceptional experiences everywhere people live, learn, work, and play. Backed by the Bandwidth Communications Cloud, our global owned-and-operated network spanning more than 65 countries reaching over 90 percent of global gross domestic product (“GDP”), innovative enterprises use Bandwidth’s Application Programming Interfaces (“APIs”) to easily embed voice, messaging, emergency services, and artificial intelligence (“AI”) capabilities into software and applications. Bandwidth was the first cloud communications provider to offer a robust selection of APIs built on our own cloud platform. Our award-winning support teams help businesses around the world transform their communications every day.

Bandwidth is strategically positioned at the intersection of enterprise communications and AI. As global enterprises adopt AI-driven tools to modernize customer experiences, we believe AI voice will become a critical new layer of value creation. Our Maestro™ platform and Communications Cloud are designed to support this evolution, enabling the orchestration of AI voice agents across diverse environments with superior quality, reliability, and scale. We see our emerging leadership in AI Voice as a natural extension of our long-term strategy to power trusted, mission-critical communications for the world’s largest enterprises.

Bandwidth’s business continues to benefit from the application of AI technologies to cloud communications use cases, the enterprise migration to the cloud, adoption of Contact Center as a Service platforms, the need to be able to work from anywhere, the reinvention of customer experience, and the growth in messaging applications to engage directly with consumers. We believe these market trends are secular, long-lasting, and still early in the adoption curve.

With the combination of our software APIs, our global Communications Cloud, our AI orchestration capabilities, and our broad range of experience with global regulatory frameworks, we believe Bandwidth is one of the best-positioned providers in our space to deliver mission-critical communications for global enterprises. In fact, Bandwidth already powers all the 2025 GartnerⓇ Magic Quadrant Leaders in the key cloud communications categories of Unified Communications as a Service (“UCaaS”) and Contact Center as a Service (“CCaaS”), along with leading hyperscalers and Software as a Service (“SaaS”) platforms.

We aim to be the key enabling platform for communications transformation in the AI era. We will seek to do this in three ways: (1) cross-sell and up-sell our existing customers as they benefit from our global footprint, powerful APIs, and AI orchestration capabilities to automate and scale cloud communications; (2) focus on direct-to-enterprise growth to serve Global 2000 enterprises that directly leverage Bandwidth services to accelerate their digital transformations; and (3) be the preferred provider for enterprises and SaaS platforms that use conversational voice and messaging to create digital engagements that enhance the customer experience. These three strategies are the foundation of the durable business we seek to build.

We operate in a single reportable segment. Refer to Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations”, and Part II, Item 8, “Financial Statements” in this Annual Report on Form 10-K, for a discussion of the results of our operations.

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Go-to-Market Strategy

Bandwidth’s go-to-market strategy is designed around the global shift from on-premises based technology to cloud-based communications. We believe we are the only Communications Platform as a Service (“CPaaS”) provider that also owns and operates a cloud communications network with our global reach. This competitive differentiator has enabled Bandwidth to power the forces behind successive waves of the cloud communications revolution–from the growth of unified communications hyperscalers, to the acceleration of messaging platform leaders, to directly powering global enterprise communications, and now to the adoption of AI voice services. Each of our customer categories uses services on the Bandwidth Communications Cloud in its own unique way, and we have designed three key market offerings to power digital communications transformation.

Market Offering 1: Global Voice Plans

Through our Global Voice Plans market offering, we power all the leaders in UCaaS and CCaaS, as recognized by the research firm Gartner, including Microsoft, Google, Zoom, Cisco, RingCentral, Genesys, and Five9. We have been co-creating with many of these customers for more than a decade.

These leaders rely on Bandwidth to deliver the voice, messaging, and emergency services that are central to their own user experiences. Our APIs also expedite customer onboarding with real-time global programmable number management (ordering, porting, provisioning) to allow providers to customize their customer journeys, embed our global communications capability into their platforms, and reduce friction to accelerate onboarding. These platforms are global in nature, and they expect a communications partner who can provide direct global coverage and regulatory insight. In many cases, these partners are embedding conversational AI capabilities into their own platforms, and they rely on Bandwidth’s Communications Cloud to support those next-generation experiences. We believe our leadership in this market continues to expand with our global footprint and the addition of new capabilities.

We believe Bandwidth’s toll-free voice solution is a major reason contact center platforms build with Bandwidth for their North American business. Offering 5x carrier redundancy with available hands-free alternative routing, our own toll-free voice network is combined with four additional directly peered toll-free network partners, offering customers greater peace of mind. Whenever possible, Bandwidth keeps calls on its own network to enable excellent quality and better return on investment. Our four additional peered networks further enable best-in-class coverage as well as resilience—so if one network experiences quality-impacting issues, calls can be routed to a different network seamlessly, before impacts are even felt. Bandwidth’s unique Call AssureTM solution provides further redundancy with hands-free alternative routing that is fully insulated from the core network, to protect against an extraordinary disruption, such as a fire, natural disaster or cyberattack.

Market Offering 2: Enterprise Voice

In this category, Global 2000 enterprises engage directly with Bandwidth to leverage our voice, global number control, emergency services, pre-built integrations with leading UCaaS and CCaaS platforms, easy-to-build call flows, AI voice orchestration, and other services in their digital transformation. Bandwidth provides enterprises a fully or hybrid cloud-based communications solution to transition from their on-premises communications infrastructure to a software-enabled digital environment.

By partnering with Bandwidth, global enterprises can simplify their migrations to the cloud, as well as cloud-to-cloud migrations, while reducing complexity, gaining greater control, centralizing communication resources and operational workloads, adding new AI voice services, and better preparing for future scale. We believe Bandwidth’s history as an enabler to the platform leaders creates additional competitive benefits, such as deep automation of communications services, enterprise-grade quality and support, as well as deep operational relationships with the largest UCaaS and CCaaS platforms.

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Bandwidth MaestroTM (“Maestro”) is a first-of-its-kind, next-generation enterprise cloud communications platform that enables customers to solve the key challenge of integrating best-in-class, real-time voice applications across their UCaaS, CCaaS, AI, and fraud mitigation platforms. We believe Maestro’s open approach, designed to integrate technologies developed by third parties, is unique in the cloud communications space. It provides a critical technology bridge and software orchestration layer that enterprises need to build a modern customer experience stack without complex and costly integration, which results in faster time to value, and enhanced customer and employee experiences and loyalty.

Our Maestro platform is key to Bandwidth’s AI innovation strategy. We believe it is the most open and flexible solution for enterprises to integrate conversational AI into cloud communications, through Native AI within CCaaS platforms, pre-built partner integrations, Bring Your Own AI with third-party apps, and Public APIs like OpenAI’s Realtime interface.

Whatever path customers choose, our MCP, or Model Context Protocol, server will empower AI voice agents to control Bandwidth APIs in real time using natural language, enabling actions like searching phone numbers, sending texts, or triggering other actions mid-conversation – without requiring custom code.

Market Offering 3: Programmable Messaging

Our Programmable Messaging market offering is aimed at large messaging customers that use Bandwidth to deliver digital engagement experiences, primarily through our text messaging solutions.

With a significantly higher open rate by end users than email, text messaging is a key channel to reach consumers. Our easy-to-use APIs and proven track record for deliverability have made Bandwidth a top choice for many leading platforms in text messaging.

Our messaging customers are powering digital engagements across many of the major brands of products people wear, eat, drive, and use every day. Use cases include retail and eCommerce promotions, financial services identity authentication, healthcare patient engagement, and many more. Bandwidth’s suite of Application to Person (“A2P”) messaging solutions include SMS and MMS on Local Numbers (“10DLC”), Toll Free Numbers, Short Codes, and rich communication services (“RCS”) for Business.

Bandwidth’s capacity, high deliverability, messaging campaign registration and monitoring tools, regulatory know-how, automated support tools, and exceptional human-based support have positioned us as a leading provider for messaging platforms. We believe we will continue to win high-volume contracts from customers that have run out of capacity with our competitors or who seek the robustness, reliability, and resilience of our service.

The Bandwidth Communications Cloud

Our Bandwidth Communications Cloud is the foundation of our business. It provides a communications developer platform on top of an all-IP, owned-and-operated network with global reach. With programmable access to voice and messaging, our Communications Cloud enables enterprises to deploy AI voice and orchestrate complex communications workflows. We believe the benefits to our customers include reliability, scalability, high fidelity, low latency, and usage-based control for global business-critical communications. Other features include:

Automation and Workflow

The Bandwidth Communication Cloud’s command over our own numbering resources enables real-time porting, provisioning and number ordering en masse, and includes:

•coverage in more than 65 countries, serving over 90 percent of global GDP;

•network platform paired with peering relationships with major global networks ensure our customers are never more than one hop away from the public switched telephone network (“PSTN”);

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•5x resilient U.S. toll-free network, with interconnections to four toll-free networks in addition to our own, designed for best-in-class resiliency from a single provider;

•public safety connectivity purpose-built for today’s dynamic, increasingly remote workforce, interconnected with emergency calling networks worldwide;

•A2P messaging designed to support best-in-class deliverability and insight;

•a broad range of experience with global regulatory frameworks earned through offering communications services in more than 65 countries and territories;

•modernized connections with incumbents and partners in Europe by migrating to an end-to-end all-IP architecture delivering increased consistency and reliability; and

•Bandwidth-patented anomaly detection models that proactively generate alerts directly into our Network Operations Center for immediate triage, across both voice and messaging.

Core Product Domains

Bandwidth is continually investing in new domains in our Communications Cloud. Below are some of the major product offerings and use cases supported:

Voice. Approximately 60% of our consolidated revenue for the year ended December 31, 2025 was earned from our Voice domain serving the Global Voice Plans and Enterprise Voice customer categories. We offer customers the ability to interact with our voice services through SIP, WebRTC, and programmable voice API. Our voice services are used to build voice calling in applications and platforms, orchestrate call flows between users or machines, utilize AI voice agents for interactive voice response, conversational AI, and other use cases, record and bridge calls, initiate text-to-speech, and more. Enterprises can customize high-quality call routing for business voice use cases and global reach. Some of the common use cases are:

•Powering calling plans within cloud communications platforms (UCaaS, CCaaS, Meetings Solutions): Our platform empowers cloud communications leaders to connect their enterprise end-users with local and toll-free connectivity at global scale.

•Embedding ‘click-to-call’ feature: We enhance our enterprise customers’ ability to connect with consumers instantly. Our programmable voice API enables many use cases including call notifications and surveys, and advertising campaigns.

•Transitioning from traditional premises-focused communications to cloud based services: As enterprises migrate from on-premises equipment to the cloud, Bandwidth can fuel their digital transformation with our software-driven SIP trunking services designed to integrate in hybrid or full cloud deployments.

•Mitigating fraud with Trust Services: Our number reputation management solution enables enterprises to protect call answer rates, mitigate fraud, and maintain customer trust. Our Trust Services portfolio also includes STIR/SHAKEN attestation, voice bio-authentication, inbound call verification, campaign registration support, and fraud monitoring capabilities.

Emergency Services. We provide complete communications solutions (full PSTN replacement) with integrated local emergency services in 42 countries around the globe. We can instantly connect numbers, devices or applications to emergency services with reliable and accurate emergency routing.

•Dynamic location routing: Enables real-time, geocoded routing based on X,Y coordinates of the caller and defined Public Safety Answering Point (“PSAPS”) boundaries. This helps enterprises meet compliance requirements and enable increasingly remote workforces.

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•Emergency calling API: One global API that connects apps to the public safety infrastructure without the need for on-premises technology or telephony expertise.

•Emergency notification API: Enables a multi-channel notification sent to on-site security personnel when an emergency call takes place within a large enterprise.

Phone Numbers. The Bandwidth App is Bandwidth’s user-friendly interface for a comprehensive number management solution. Every function within The Bandwidth App has an accompanying API, allowing our customers’ product leaders and developers to integrate Bandwidth’s functionality within their own user interfaces or web applications.

•Global number management: Order, provision, and activate local and toll-free phone numbers around the world, in real-time, allowing customers to search and sort by availability, geographic region, city/state, country/area code and many other options.

•Programmatically port up to 20,000 numbers simultaneously: Gain control over the confusing carrier landscape and automate number porting across all major carriers. This allows for a more reliable end-user experience with controlled scheduling and triggered porting activation.

Bring your own carrier (“BYOC”) Integrations. Bandwidth offers the largest ecosystem of BYOC of any provider by integrating with several leading UCaaS, CCaaS, conversational AI, and speech-to-text/text-to-speech platforms under our BYOC solutions portfolio, to provide a holistic solution that’s seamlessly aligned with the organization, and allows enterprises to move communications to the cloud at their own pace. Once numbers are in the Bandwidth Communications Cloud, they can be moved from platform to platform without leaving Bandwidth, decreasing cloud migration risk and complexity. Our BYOC Integrations include:

•UCaaS Integrations: We have BYOC partnerships with leading UCaaS platforms, including Microsoft Teams Direct Routing and Operator Connect, Zoom Phone Provider Exchange, Webex Calling by Cisco, and Google Voice for Google Workspace.

•CCaaS Integrations: We have BYOC partnerships with leading CCaaS platforms, including Five9, Genesys, Webex Contact Center by Cisco, and Zoom Contact Center.

•Conversational AI Integrations: We have BYOC partnerships with leading conversational AI platforms. We also enable conversational AI integrations with third-party apps, native AI within CCaaS platforms, and public APIs like OpenAI’s Realtime interface.

•Fraud Mitigation: Our BYOC partnership with Pindrop enables enterprises to utilize Pindrop’s voice bio-authentication and anti-fraud services.

•Speech-to-Text/Text-to-Speech: Our partnership with Amazon Web Services STT/TTS provides access to AWS’s speech-to-text and text-to-speech solutions to enable virtual agents with Bandwidth Maestro.

Messaging. Approximately 40% of our consolidated revenue for the year ended December 31, 2025 was earned from the Programmable Messaging customer category. Our software APIs for messaging deliver a full suite of A2P messaging capabilities, designed to help brands engage with their customers. Bandwidth’s North American messaging services are enabled for local and toll-free phone numbers, short codes, and RCS for Business. While we provide a wide range of functionalities, some of the common use cases are:

•Automated real-time notification and alerts: Our APIs empower product leaders and enterprise developers with predefined functionalities to send and receive A2P messages, uniquely integrated with their own business processes or tech stacks.

•Branded messaging experiences: Bandwidth supports RCS for Business, enabling enterprises to deliver richer, more interactive branded messaging experiences that increase end-user engagement and trust.

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•Two-factor authentication: We enable enterprises to verify the identity and maintain security of end users through our software-based, multi-channel verification service that sends unique codes to end users to log in to mobile and web applications.

•Group messaging: Product owners utilize our platform to build messaging applications that enable their end-users to share SMS and MMS messages, share videos, and carry out polls and surveys, among other uses, without leaving the application.

Insights. Bandwidth Insights gives customers a detailed view of their voice and messaging performance to make data-driven decisions and ensure quality of service.

•Understand and solve for deliverability issues: Real-time error codes and alerting allows enterprises to understand and solve for messaging deliverability challenges in an ever-changing messaging environment.

•Real-time call quality analytics: We provide our customers with real-time call analytics including data such as call duration, customer sentiment, and other attributes to better understand call performance and customer experience.

•Track trends, benchmarks, and usage: Our Insights API shows trends, delivery rates, and usage patterns by product and carrier.

Competitive Strengths

Bandwidth has developed a set of competitive strengths that we believe provide durable advantages in the global communications market. These strengths differentiate our platform, enhance our ability to win and retain enterprise customers, and position us to lead as communications become more intelligent, automated, and AI-driven.

High-quality, secure global platform for mission-critical communications: Our owned-and-operated network platform, the Bandwidth Communications Cloud, delivers the global reach, scalability, resiliency, and low latency required for mission-critical customer communications and emerging AI voice workloads. Advanced controls, including fraud mitigation, number reputation management, authentication, and routing intelligence, enable enterprises to deliver secure, trusted, high-fidelity conversations at scale.

Enterprise-grade APIs, integrations, and orchestration: Our enterprise-grade APIs, Maestro software integrations and call orchestration provide customers with the flexibility to embed communications into their applications, workflows, and customer engagement platforms while maintaining flexibility and control over their technology stack. Our Maestro platform provides enterprises with the freedom to choose from the industry’s largest ecosystem of BYOC integrations and orchestrate more intelligent, composable customer journeys.

Broad experience with global regulatory frameworks: Bandwidth has broad regulatory experience as a global network owner and national operator, which positions us as a trusted resource with customers to navigate constant change in the global regulatory landscape.

CPaaS-based emergency calling capabilities: We believe we are one of the only CPaaS providers with a full suite of emergency service capabilities. In many countries, it is a legal obligation to ensure on-premises access to local emergency services. Our customers can meet compliance commitments using a single provider in multiple markets where they do business—across North America, Europe, and Asia-Pacific. Moreover, our dynamic geospatial routing capability can route emergency calls over our E911 network based on a real-time location of the caller to produce industry-leading results.

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Experience and expertise: Our senior leadership team consists of both new and long-tenured leaders – each an expert with deep and proven experience in the telecommunications and SaaS space. We regularly interact with local regulators in more than 30 countries, and we currently power all the 2025 Gartner Magic Quadrant Leaders in UCaaS and CCaaS. We seek to bring this body of experience and knowledge to all our customer engagements.

Growing relationships with low customer churn: We address the complex needs of the customers we serve, and as a result, these enterprises have continued to innovate and grow with our platform over many years. At the end of 2025, our twelve-month customer retention rate stood at greater than 98.8 percent, with a number of our largest enterprise customers having been on our platform for more than ten years. Our relationship with each of the enterprises we serve often spans product suites, divisions, and use cases over time. Based on surveys conducted after customer interactions in 2025, our customers have expressed a greater than 97 percent satisfaction rate. On G2, a customer review platform, Bandwidth has been a Leader in CPaaS Platforms for 32 consecutive quarters.

A unique culture focused on people: At Bandwidth, we are mission first. To accomplish that mission, we’ve created a unique, service-oriented culture, centered on meaningful work, lifting each other up, and investing in the bodies, minds, and spirits of our Bandmates. For our customers, this means there’s always a smiling, world-class Bandmate on the other end of the line who will go the extra mile for them. We often hear from our customers that Bandwidth just cares more. For our employees, this means we make a “whole person promise” to offer meaningful work and programs that ensure Bandmates can find the work/life balance necessary to enjoy a healthy and fulfilling life. Our culture is focused on helping each other succeed in our mission. Making work-life balance possible is not just something to feel good about. It drives real results. Our Bandmate engagement and satisfaction scores are consistently ranked higher than our peers.

At Bandwidth, we say, “Your music matters to the BAND.” We celebrate differences and encourage our team members to be their authentic selves. No matter what music a team member makes, we support each team members’ unique gifts and needs with our programs that deliver on our Whole Person Promise. The real masterpiece is in the music we make together with the strength and ingenuity to lift up all those we serve.

Our Your Music Matters program builds outreach programs and initiatives to fill our recruiting funnel with candidates from a variety of backgrounds who possess the “Bandwidth Edge” – smart, common sense, hardworking, honest, competitive energy, and emotional intelligence. We build external and internal campaigns to fill the recruiting funnel using our talented team members, creative local and non-local outreach partnerships, and virtual platforms to connect with talent who come from different backgrounds, skills, abilities, and experiences.

We believe the benefits that we offer each of our team members are an important component of our Whole Person Promise. These benefits, which vary based on country location and applicable laws, include: robust medical benefits in which we pay 100 percent of the premiums for medical, dental, and vision insurance; 401(k); industry leading parental leave; and access to mental health resources.

Bandwidth’s compensation philosophy embraces transparency and educates all Bandmates on our benchmarking process, pay structure design, and logical approach to compensation strategy. Research has shown that rigorously-designed compensation strategies like ours are one of the best ways to combat pay disparity and ensure fairness for every team member.

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Our Customers

We have a broad and diversified customer base. We benefit from long-standing relationships with some of the largest technology companies, well-recognized enterprise customers, and innovative SaaS platforms. Many of our customers have multi-year contracts, with no single customer representing 10 percent or more of total revenue for the year ended December 31, 2025.

Our management is highly focused on creating and maintaining strategic partnerships beyond standard transactional customer relationships. We seek to empower enterprises to create, scale, and operate mission-critical services, and the significance of this capability for enterprises reinforces our customer relationships.

The majority of our customers sign master service agreements (“MSAs”) containing standard terms and conditions, including billing and payment, default, termination, limitations of liability, confidentiality, assignment and notification, and other key terms and conditions. Customers order specific services in separate service order forms that incorporate the applicable MSA. Each service order form details the minimum contract duration, any applicable monthly recurring charge and applicable non-recurring charges. The terms and conditions for each order are also specified in the applicable service order form.

Sales and Marketing

Our sales and marketing teams work closely together to identify and acquire new customers, expand relationships with existing enterprises, and integrate them with the Bandwidth Communications Cloud. Our marketing team generates marketing qualified leads and pipeline that converts to revenue through a number of demand-generating channels, including our website, marketing integrated campaigns, webinars, sponsored virtual and live events, white papers and blogs, public relations, social media, analyst relations, paid search, AI and search engine optimization, and outbound lead development efforts. These marketing initiatives enhance awareness, preference, and adoption of our services, and help us cross-sell and up-sell opportunities with existing customers.

We engage potential customers and existing customers through an enterprise-focused sales approach. Our sales and marketing executives often directly engage C-level executives and other senior business, product, and technical decision makers responsible for the end-user experience and financial results at their enterprises. Our sales and marketing executives work to educate these decision makers and their teams about the benefits of using the Bandwidth Communications Cloud to engage their end-users and deliver exceptional experiences everywhere people live, learn, work, and play. Our sales team includes a full stack of sales development, inside sales, field sales, and sales engineering functions.

Research and Development

Our ability to compete depends in large part on our continuous commitment to research and development (“R&D”). We seek to continuously enhance our existing offerings and develop new products and services. Our product and network teams are responsible for the ongoing design, development, testing, and release of new features and functions in the Bandwidth Communications Cloud. Our executive management is responsible for creating a vision for our product roadmap and new innovation, and our sales and marketing teams relay customer insights, enterprise needs, and possible new use cases or enhancements.

Our vision for the Bandwidth Communications Cloud is to be viewed as a singular resource for global enterprise communications. Our near-term roadmap includes a range of solutions to help enterprises create a better total experience for consumers and employees–whether through the contact center, hybrid work, messaging engagement, intelligent emergency services, new AI technologies, or a combination thereof.

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Competition

The CPaaS market is rapidly evolving and increasingly competitive. We believe that the principal competitive factors in our market are:

•platform scalability, reliability, deliverability, security, and performance;

•network control and quality;

•global reach;

•completeness of offering;

•ease of integration and programmability;

•product features;

•customer support;

•ability to deliver measurable value and savings;

•the cost of deploying and using our service offerings;

•the strength of sales and marketing efforts;

•brand awareness and reputation; and

•credibility with product executives and developers.

We believe that we compete favorably based on the factors listed above and believe that none of our competitors currently competes directly with us across the combination of our global scale, all-IP Communications Cloud, enterprise-grade APIs, and broad experience with regulatory frameworks gained through our service offerings.

Our competitors fall into two primary categories:

•CPaaS companies that may offer a broader set of software APIs and services, but may be limited by a higher messaging concentration, have more limited global reach, less robust customer support or fewer other features while relying on third-party networks and physical infrastructure; and

•Incumbent telecommunications operators that offer limited geographical reach and limited developer functionality on top of their networks and physical infrastructure.

Some of our competitors have greater financial and technical resources, geographic reach, name recognition, or intellectual property portfolios than we do. In addition, some competitors may offer a greater number and variety of products and services than we do, or may offer services in geographies in which we do not operate. We expect competition to intensify in the future. See “Risk Factors–Risks Related to Our Business” elsewhere in this Annual Report on Form 10-K, for additional information on the competitive environment in which we operate, and risks related thereto.

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Intellectual Property

We rely on a combination of patent, copyright, trademark, and trade secret laws in the United States and other jurisdictions, as well as license agreements and other contractual protections, to protect our proprietary technology. We also rely on registered and unregistered trademarks to protect our brand.

As of December 31, 2025, we had 38 U.S. patents and four U.S. patent applications pending. In addition, as of December 31, 2025, we had 16 registered trademarks and three trademark applications pending in the United States and elsewhere.

We seek to protect our intellectual property rights by requiring our employees and independent contractors involved in development of intellectual property on our behalf to enter into agreements acknowledging that all works or other intellectual property generated or conceived by them on our behalf are our property, and assigning to us any rights, including intellectual property rights, that they may claim or otherwise have in those works or property, to the extent allowable under applicable law. See “Risk Factors–Risks Related to Our Business” elsewhere in this Annual Report on Form 10-K for additional information on our intellectual property rights and risks related thereto.

Employees

As of December 31, 2025, we had approximately 1,100 employees, who are primarily located in the United States, Europe, and Asia Pacific. None of our employees are represented by a labor union or covered by a collective bargaining agreement. We have not experienced any work stoppages, and we consider our relations with our employees to be good.

Regulatory

General

We and the communications services that we provide through our Communications Cloud and software APIs are subject to many U.S. federal and state, and foreign, laws and regulations. These laws and regulations govern telecommunications activities, but also govern privacy, data protection, cybersecurity, AI, intellectual property, competition, consumer protection, taxation or other subjects. Many of the laws and regulations that apply to us and the communications services that we provide through our Communications Cloud and software APIs are still evolving and being tested in courts and could ultimately be interpreted or applied in ways that could harm our business. We describe below certain material components of the telecommunications regulatory framework in which we operate. See “Risk Factors–Risks Related to Our Business” elsewhere in this Annual Report on Form 10-K for additional information on the regulatory framework in which we operate and risks related thereto.

Federal Regulation

The Federal Communications Commission (“FCC”) has jurisdiction over interstate and international communications services in the U.S. We have obtained FCC authorization to provide services on a facilities and resale basis.

Under the Communications Act of 1934, as amended by the Telecommunications Act of 1996 (the “1996 Act”), any entity may enter any telecommunications market, subject to reasonable state regulation of safety, quality and consumer protection. The industry continues to evolve toward new services built upon IP technologies. With these technological advances, there have been challenges to the traditional regulatory structure under the 1996 Act. The continued lack of regulatory certainty in the U.S. messaging ecosystem and marketplace has created considerable operational obligations and challenges that increase our operating costs and ability to support services. In addition, congressional legislative efforts to rewrite the 1996 Act or enact other telecommunications legislation impacting our operations, including but not limited to, legislation focused around issues of telecommunications, cybersecurity, and AI such as the Telephone Robocall Abuse Criminal Enforcement and Deterrence (“TRACED”) Act, as well as various state legislative initiatives, may cause major industry and regulatory changes. We cannot

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predict the outcome of these proceedings or legislative initiatives or the effects, if any, that these proceedings or legislative initiatives may have on our business and operations.

Anti-Fraud and Abuse Regulation. Among the challenges are fraud and abuse in the form of illegal robocalling and unwanted text messaging. In December 2019, Congress adopted the TRACED Act. Among other things, the TRACED Act directs the FCC to conduct a number of different rulemaking proceedings and increases the FCC’s enforcement authority. As a result, the FCC continues to conduct proceedings to understand and address fraud and abuse in the form of illegal robocalling. Separately, the FCC, FTC and state attorneys general work to thwart illegal robocalling through various methods, including imposing hefty fines on non-compliant entities and enforcing compliance with the Telephone Consumer Protection Act of 1991 (the “TCPA”), which restricts telemarketing calls and the use of automatic text messages without the recipient’s proper consent, the Telemarketing Sales Rule (the “TSR”), and other federal and state laws. The FCC also has the authority to issue an order to downstream voice service providers to block and cease delivery of voice traffic from gateway providers identified by the FCC. Moreover, the TCPA and other similar laws allow aggrieved private parties to directly seek civil remedies and seek statutory-defined damages for calls or text messages received without recipients’ proper consent.

VoIP Regulation. Some communications services provided through our software APIs may qualify as Voice-over Internet Protocol (“VoIP”). The FCC has imposed regulatory requirements on VoIP providers that previously applied only to traditional telecommunications providers, such as obligations to provide 911 functionality, to contribute to the federal universal service fund, to comply with regulations relating to local number portability, to abide by the FCC’s service discontinuance rules, to contribute to the Telecommunications Relay Services fund and to abide by the regulations concerning Customer Proprietary Network Information (“CPNI”), outage reporting, access for persons with disabilities, the Communications Assistance for Law Enforcement Act and expanded obligations with respect to the transmission of emergency calls. In some instances, these regulations indirectly affect us because they directly apply to our customers. Additionally, several state public utility commissions are conducting regulatory proceedings that could affect our rights and obligations, or the rights and obligations of our customers, with respect to IP-based voice applications. Some states have taken the position that the “local” component of VoIP service is subject to traditional regulations applicable to local telecommunications services, such as the obligation to pay intrastate universal service fees and other state-related telecommunications taxes, fees and surcharges. We cannot predict whether the FCC or state public utility commissions will impose additional requirements, regulations or charges upon our provision of services related to IP communications.

Universal Service. Some services are subject to federal and state regulations that implement universal service support for access to communications services in rural and high-cost areas and to low-income consumers at reasonable rates; and access to advanced communications services by schools, libraries and rural health care providers. In some instances, these regulations indirectly affect us because they directly apply to our customers. The FCC assesses a contribution amount based on a percentage of interstate and international revenue we receive from certain customers as our contribution to the Federal Universal Service Fund. These assessments are generally passed on to our customers. Additionally, the FCC has ruled that states may assess contributions to their state Universal Service Funds on VoIP providers’ intrastate revenue. Any change in the assessment methodology may affect our revenue and expenses, but at this time it is not possible to predict the extent we would be affected.

Intercarrier Compensation. Telecommunications carriers compensate one another for traffic carried on each other’s networks. Interexchange carriers pay access charges to local telephone companies for long distance calls that originate and terminate on local networks. Local telephone companies historically have charged one another for local and Internet-bound traffic terminating on each other’s networks. The methodology by which carriers have compensated one another for exchanged traffic, whether it be for local, intrastate or interstate traffic, has been subject to ongoing reform efforts at the FCC.

In its 2011 Universal Service Fund/Intercarrier Compensation Transformation Order (the “USF/ICC Transformation Order”) and subsequent related FCC orders, most terminating switched access charges and all reciprocal compensation charges were capped at then-current levels, and were reduced to zero over, as relevant to us, generally a six-year transition period that began July 1, 2012.

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Pursuant to the USF/ICC Transformation Order, VoIP, while remaining unclassified as either an information or a telecommunications service, was prospectively categorized as either local or non-local traffic. In 2019, the FCC issued an order that concludes that local exchange carriers (“LECs”) may assess end office switched access charges only if the LEC or its VoIP partner provides a physical connection to the last-mile facilities used to serve an end user. If neither the LEC nor its VoIP partner provides such a physical connection, the LEC may not assess end office switched access charges because it is not providing the functional equivalent of end office switched access.

In 2020, the FCC adopted new rules governing various aspects of the intercarrier compensation structure applicable to toll free (8YY) calls. These rules are generally intended to shift most switched access charges for 8YY calls to a bill-and-keep framework.

Emergency Services. Pursuant to Federal legislation called Ray Baum’s Act and Kari’s Law, the FCC adopted new emergency calling regulations in 2020. These regulations address the obligations of communication service providers and software providers, like us, as well as equipment installers, managers and operators of a variety of different types of communications systems, and generally require uniformity in dialing patterns for contacting emergency operators, implementing central notification functionalities. The rules also require the transmission of more precise location information in enterprise or campus environments. The granularity of the location information depends on the type of service. There is some ambiguity in the rules as to the specific obligations of each party involved in the service delivery chain and the rules have not yet been further interpreted by the FCC or a court. By April 15, 2025, Bandwidth and its service provider customers will be required to comply with the FCC’s new 911 outage reporting requirements. We expect that this will impact our business, but cannot predict the extent of that impact at this time.

State Regulation

The 1996 Act was intended to increase competition in the telecommunications industry, especially in the local market. With respect to local services, incumbent local exchange carriers (“ILECs”) such as AT&T are required to allow interconnection to their incumbent networks and to provide access to network facilities, as well as several other pro-competitive measures. State regulatory agencies have jurisdiction when our facilities and services are used to provide intrastate telecommunications services. A portion of our traffic may be classified as intrastate telecommunications and therefore subject to state regulation. We are authorized to provide competitive local exchange telecommunications services in 49 states and the District of Columbia, and thus are subject to these additional regulatory regimes. Changes in applicable state regulations could affect our business.

In addition, we need to maintain interconnection agreements with ILECs where we wish to provide service, which are subject to approval by individual states and subject to state arbitration in the event of disputes. We expect that we should be able to negotiate or otherwise obtain renewals or successor agreements through adoption of others’ contracts or through arbitration proceedings, although the rates, terms and conditions applicable to interconnection and the exchange of traffic with certain ILECs could change significantly in certain cases.

International Regulation

As an international company, we are subject to communications laws and regulations in the non-US jurisdictions in which we offer our services. These laws and regulations may concern communications, as well as privacy, data protection, intellectual property, competition, consumer protection, taxation or other subjects. In European markets, we are subject to the European Electronic Communications Code (the “Code”) and its transposition into the laws of the European Union (“EU”) and European Economic Area (“EEA”) countries in which we operate.

The Code sets forth the European regulatory framework and harmonized rules across the EU and EEA, which govern the provision of electronic communications networks and services. While the Code provides a harmonized framework, laws of each jurisdiction of the EU and the EEA, and related regulations, will differ from country to country (e.g.0, rules around suballocation of numbering resources), which can increase operational costs

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and, at times, prevent us from serving certain jurisdictions. Prior to the 2020 departure of the United Kingdom (“U.K.”) from the EU, much of the Code had been transposed into U.K. legislation and remains binding U.K. law until amended or withdrawn by an Act of Parliament.

The EU’s data privacy laws currently consist of the General Data Protection and the ePrivacy Directive. These laws impact our business and that of our customers. Specifically, the ePrivacy Directive seeks to ensure privacy and confidentiality in the processing of personal data in electronic communications. The E-Privacy Directive requires providers of publicly available electronic communications services to take appropriate technical and organizational measures to safeguard the security of services. These measures must: ensure that personal data can be accessed only by authorized personnel for legally authorized purposes; protect personal data stored or transmitted against accidental or unlawful destruction, accidental loss or alteration, and unauthorized or unlawful storage, processing, access or disclosure; and ensure the implementation of a security policy with respect to the processing of personal data. The E-Privacy Directive also requires notification of any breach or loss of personal data to the applicable NRA. In December 2020, the ePrivacy Directive obligations expanded to apply to instant messaging applications, email, internet phone calls and personal messaging provided through social media (i.e., over-the-top services). ePrivacy Regulation, once approved by the EU, is set to replace the ePrivacy Directive, which would have the effect of becoming directly applicable to entities covered, without the need for transposition into EU member country laws. We expect that the ePrivacy Regulation coming into effect will impact our business, but cannot predict the extent of that impact at this time.

Corporate Information

Bandwidth Inc. was founded in July 2000 and incorporated in Delaware on March 29, 2001. Our principal executive offices are located at 2230 Bandmate Way, Raleigh, NC 27607, and our telephone number is (800) 808-5150. Our website address is www.bandwidth.com. Information contained on, or that can be accessed through, our website does not constitute part of this Annual Report on Form 10-K.

Available Information

The following information can be found, free of charge, on our corporate website at https://www.bandwidth.com/:

•our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and all amendments to those reports as soon as reasonably practicable after such material is electronically filed with or furnished to the Securities and Exchange Commission (the “SEC”);

•our policies related to corporate governance, including our Code of Business Conduct and Ethics applicable to our directors, officers and employees (including our principal executive officer and principal financial and accounting officer), that we have adopted to meet applicable rules and regulations; and

•the charters of the Audit and Compensation Committees of our board of directors.

In addition, copies of our annual report will be made available, free of charge, upon written request.

We intend to satisfy the applicable disclosure requirements regarding amendments to, or waivers from, provisions of our Code of Business Conduct and Ethics by posting such information on our website. The information contained on, or that can be accessed through, our website is not incorporated by reference into this Annual Report on Form 10-K and should not be considered part of this report.